CORPORATE ENTITIES Statement of Services and Ability The following is an introduction to INTERVEST Corporation, its history and principals, to provide an overview of INTERVEST's ability. Corporate Statistics. The corporate offices of INTERVEST Corporation are located at 7538 Old Canton Road, Madison, Mississippi, with supportive offices in Decatur and West Point, Mississippi and Holly Springs, North Carolina. J. Steve Nail is the owner and President of INTERVEST Corporation. Since 1983, INTERVEST has developed, constructed and managed properties in Mississippi, Tennessee, Alabama, and Florida. Goal. The goal of INTERVEST is continued growth through the development and redevelopment of affordable housing properties, in keeping with the evolving real estate marketplace. Through its management, construction and development companies, INTERVEST has the diversification and the flexibility to accommodate all affordable housing services, and can take advantage of opportunities created by the changing real estate economy. Culture. "Entrepreneurial" best describes the corporate culture within the INTERVEST organization. The decision-making process is limited to a small group of key personnel, allowing a shorter response time and greater flexibility in completing transactions. This culture has evolved as INTERVEST has grown from its predecessor organization, Nail Properties, Inc. Form of Business. The INTERVEST organization is comprised of five (5) different companies, all of which are real estate related. INTERVEST Corporation. INTERVEST Corporation manages over fifty (50) properties with an aggregate portfolio value in excess of $200 Million. It’s key principal is Steve Nail. See Exhibit A for a list of properties managed. INTERVEST Development Corporation. INTERVEST Development Corporation builds new affordable apartment complexes for syndication and acquires older complexes for rehabilitation and resyndication. Its two principals are Rodney H. Dudley and Steve Nail. See Exhibit B for a list of properties developed. INTERVEST Partners Corporation. INTERVEST Partners Corporation builds new affordable apartment complexes for syndication and acquires older complexes for rehabilitation and resyndication. Its two principals are Rodney H. Dudley and Steve Nail. See Exhibit B for a list of properties developed. INTERVEST Construction Corporation. INTERVEST Construction has been in operation since March 1987. The company has broad experience in all areas of construction, with emphasis on the development and rehabilitation of multifamily properties. It’s key principal is Steve Nail. See Exhibit C for a list of properties constructed. Mississippi Housing, LLC. This entity of the INTERVEST family also builds new affordable apartment complexes for syndication and acquires older complexes for rehabilitation and resyndication. Its two members are Rodney H. Dudley and Steve Nail. Financial Condition. Neither the INTERVEST companies nor any of their principals (current or past) have ever declared bankruptcy. No INTERVEST project has ever been returned to a lender or to a joint venture partner. None of INTERVEST's loans or joint ventures is in default. INTERVEST has not claimed default or requested a workout agreement on any of its loans or joint ventures, and no such claim or request is imminent. See Exhibit D for a list of financial relationships and references. Also, see Exhibit E for Professional Relationships and References. Principals. Resumes for INTERVEST Corporation's two principals, J. Steve Nail and Rodney H. Dudley are attached as Exhibit F. EXHIBIT A MANAGED PROPERTIES Complex Name Location # Units Type Apple Manor Apartments Camelot Apartments Canton Manor Apartments Canton Village Apartments Castlewood Arms Apartments Cedar Ridge Apartments Chickasaw Village Apartments Colonial Apartments Crestview Apartments Dunlap Acres Apartments Elmwood Apartments Hannah Heights Apartments Heritage Trails Apartments Honeysuckle Woods Lake/Hickory Apartments Lauderdale County Apartments Lutkin Bayou Apartments Madison Heights Apartments Magnolia Apartments Mason Manor Apartments The Meadows Apartments Neshoba Apartments Newton County Properties Normandy Manor Apartments Noxubee County Oakhaven Apartments Oak Villa Apartments Oakwood – Winona Apartments Orleans Square Parkway Place Apartments Pecan Grove Apartments Peppertree Apartments Philadelphia Apartments Pine Grove Apartments Pinecrest Manor Apartments Red Apple Inn Apartments Riverdale Apartments Royal Estates Apartments Shadow Oaks Apartments Springs Manor Apartments Summit Ridge Apartments Jackson, MS Coffeeville, MS Canton, MS Canton, MS Jackson, MS Shannon, MS Houston, MS Poplarville, MS Olive Branch, MS West Point, MS Ellisville, MS Kosciusko, MS Holly Springs, MS McComb, MS Newton, MS Meridian, MS Drew, MS Canton, MS Eupora, MS Mason, TN Collins, MS Philadelphia, MS Newton, MS Laurel, MS Shuqualak, MS Ripley, MS Pass Christian, MS Vaiden, MS Jackson, MS Horn Lake, MS Booneville, MS Grenada, MS Philadelphia, MS Ackerman, MS Waveland, MS Jackson, MS Morton, MS Canton, MS Horn Lake, MS Hattiesburg, MS Birmingham, AL 56 24 24 42 56 48 24 16 38 50 32 28 24 30 24 48 36 80 30 24 36 25 36 80 12 24 100 24 26 48 20 48 16 24 36 144 32 32 48 32 200 HUD RD/MHC RD/MHC RD/MHC CONV RD/MHC RD/MHC RD/MHC RD/MHC RD/HUD/MHC RD/MHC RD/HUD/MHC RD/MHC MHC RD/MHC RD RD/MHC RD/MHC RD/MHC RD/THA RD/MHC RD/MHC RD/MHC HUD RD RD/MHC CONV/MHC RD/MHC OFFICE RD RD/HUD/MHC RD/MHC RD/MHC RD/MHC RD CONV RD RD/MHC RD RD/MHC RD/AHFA Town Creek Apartments Uenda - Eupora Apartments Uenda - Noxapater Apartments Uenda - Union Apartments White Oak Grove Apartments The Wisteria Apartments Woodland Bend Apartments Carthage, MS Eupora, MS Noxapater, MS Union, MS Baldwyn, MS Plantersville, MS Baldwyn, MS 52 16 8 16 24 30 24 RD/MHC RD RD RD RD/MHC RD/MHC RD/MHC EXHIBIT B DEVELOPMENTS COMPLETED COMPLEX NAME Camelot/Coffeeville Apartments Canton Manor Apartments Canton Village Apartments Cedar Ridge Apartments Chickasaw/Houston Apartments Colonial Apartments Crestview Apartments Dunlap Acres Apartments Elmwood Apartments Hannah Heights Apartments Heritage Trails Apartments Honeysuckle Woods Lake/Hickory Apartments Lauderdale County Properties Lutkin Bayou Apartments Madison Heights Apartments Magnolia/Eupora Apartments Mason Manor Apartments The Meadows Apartments Neshoba County Properties Newton County Properties Oak Haven Apartments Oakwood/Winona Apartments Oak Villa Apartments Parkway Place Apartments Pecan Grove Apartments Peppertree/Grenada Apartments Philadelphia Apartments Pine Grove Apartments Pinecrest Manor Apartments Rainbow/Senatobia Apartments Royal Estates Apartments Springs Manor Apartments Summit Ridge Apartments White Oak Grove Apartments The Wisteria Apartments Woodland Bend Apartments LOCATION Coffeeville, MS Canton, MS Canton, MS Shannon, MS Houston, MS Poplarville, MS Olive Branch, MS West Point, MS Ellisville, MS Ethel, MS Holly Springs, MS McComb, MS Lake/Hickory, MS Meridian, MS Drew, MS Canton, MS Eupora, MS Mason, TN Collins, MS Philadelphia, MS Newton, MS Immokalee, FL Winona, MS Pass Christian, MS Horn Lake, MS Booneville, MS Grenada, MS Philadelphia, MS Ackerman, MS Waveland, MS Senatobia, MS Canton, MS Hattiesburg, MS Birmingham, AL Baldwyn, MS Plantersville, MS Baldwyn, MS Exhibit C CONSTRUCTION COMPLETED COMPLEX NAME LOCATION # OF UNITS REHABILITATIONS COMPLETED Camelot/Coffeeville Apartments Canton Manor Apartments Canton Village Apartments Cedar Ridge Apartments Chickasaw/Houston Apartments Colonial Apartments Crestview Apartments Dunlap Acres Apartments Elmwood Apartments Hannah Heights Apartments Heritage Trails Apartments Lake / Hickory Apartments Lauderdale County Properties Lutkin Bayou Apartments Madison Heights Apartments Magnolia/Eupora Apartments Mason Manor Apartments The Meadows Apartments Neshoba County Properties Newton County Properties Oakhaven Apts. Oakwood/Winona Apartments Parkway Place Apartments Pecan Grove Apartments Peppertree/Grenada Apartments Philadelphia Apartments Pine Grove Apartments Pinecrest Manor Apartments Rainbow/Senatobia Apartments Royal Estates Apartments Springs Manor Apartments Summit Ridge Apartments White Oak Grove Apartments The Wisteria Apartments Woodland Bend Apartments Coffeeville, MS Canton, MS Canton, MS Shannon, MS Houston, MS Poplarville, MS Olive Branch, MS West Point, MS Ellisville, MS Ethel, MS Holly Springs, MS Lake/Hickory, MS Meridian, MS Drew, MS Canton, MS Eupora, MS Mason, TN Collins, MS Philadelphia, MS Newton, MS Ripley, MS Winona, MS Horn Lake, MS Booneville, MS Grenada, MS Philadelphia, MS Ackerman, MS Waveland, MS Senatobia, MS Canton, MS Hattiesburg, MS Birmingham, AL Baldwyn, MS Plantersville, MS Baldwyn, MS 24 32 42 48 24 16 38 50 32 28 24 24 48 36 80 30 24 36 25 32 24 23 48 20 48 16 24 36 40 32 32 200 24 30 24 NEW CONSTRUCTION Honeysuckle Woods Oak Villa Apartments McComb, MS Pass Christian, MS 30 100 EXHIBIT D FINANCIAL RELATIONSHIPS AND REFERENCES Regions Bank Contact: Joe Robertson (601) 991-9989 Bank Plus Contact: Johnny Ray (601) 939-3900 SouthTrust Bank Contact: George Gammon (601) 503-1027 Financial Federal Contact: Richard T. Wood (901) 759-2134 Trustmark National Bank Contact: Harry M. Walker (601) 354-5871 Boston Capital Contact: (617) 624-8877 Rich Mazzocchi EXHIBIT E PROFESSIONAL RELATIONSHIPS AND REFERENCES . Watkins, Ludlam, Winter & Stennis, Attorneys Contact: David Grishman (601) 949-4770 Grantham Poole, CPA Contact: Alan Arrington (601) 957-5050 Eubank & Betts, CPA Contact: Steve Hirn (601) 987-4300 Fortenberry CPA Contact: (601) 992-5292 Jack Fortenberry Mississippi Home Corporation Contact: Katina Pace (601) 719-4634 Rural Development Contact: (601) 965-4325 Darnella Smith-Murray RESUMES OF PRINCIPALS Exhibit F J. Steve Nail A native of Jackson, Mississippi, J. Steve Nail serves as President and Chairman of the Board of INTERVEST. Steve attended public schools in Jackson and was graduated from Murray High School. Attending undergraduate school at Mississippi State University and Mississippi College, Mr. Nail received his Juris Doctorate degree from Mississippi College School of Law in 1978. From 1974 through 1976 Mr. Nail worked as an Inspector for an architectural firm where he gained construction expertise in all aspects of the construction industry. From 1976 through 1978 he worked as a Mortgage Banker, arranging financing for income properties, including HUD-insured multifamily projects. In 1978 Mr. Nail began C-N Co., a real estate development company whose purpose was to develop multifamily subsidized apartment projects insured through the Department of Housing and Urban Development. From 1978 to 1982 Mr. Nail was the Developer, Consultant, Mortgagee and Attorney for over $50 Million of multifamily housing. In 1982 he formed Nail Properties, Inc., which began as a real estate management company, managing HUD-insured multifamily housing projects. In 1987 the name of Nail Properties, Inc. was changed to INTERVEST Corporation. In 1994 Nail organized and served as the first President of the Housing Association of Mississippi (HAM), representing over 400 properties throughout the State of Mississippi. Mr. Nail is currently the congressional liaison for HAM. Nail serves on the National Housing Impact Committee and is currently serving on the board for the Mississippi Home Builders Multi-Family Housing Council. He also serves as an advisory member of the National Housing Advisory Group. Nail is married to Pamela Nail, former Mrs. America and Mrs. World. They have four children, David, Mary Alex, Jack and Nick. The Nail family regularly attends Christ United Methodist Church. Rodney H. Dudley Rodney H. Dudley is Vice President of INTERVEST Development Corporation, INTERVEST Partners Corporation and Member of Mississippi Housing, LLC. He was raised in Purvis and received a Bachelor of Science degree from the University of Southern Mississippi. Mr. Dudley was formerly a partner with Eubank & Betts, a Jackson, Mississippi regional public Accounting firm. He was with the firm for fourteen years, specializing in taxation with an emphasis in real estate. His extensive knowledge of this field brought him to INTERVEST in December of 1988. As a member of the Mississippi Society of CPA's and the American Institute of CPA's, Mr. Dudley has been a teacher for AICPA and MSCPA sponsored educational seminars on many tax related subjects. He has also been on the faculty of several seminars on real estate, partnerships, taxation, and syndication. Mr. Dudley is a very active member of the Housing Association of Mississippi (HAM), Inc. and has served on the Board of Directors for several years, and is currently the Development Liaison. Mr. Dudley has served on the Board of Directors for the Council for Affordable and Rural Housing (CARH), a non-profit trade organization that has served as the nation’s premier association for participants in the affordable rural housing profession. Mr. Dudley also serves on the Board of Directors and as the Government Affairs Committee Chairman for the Mississippi Multi-Family Housing Council (MMHC), a division of the Home Builders Association. Mr. Dudley has obtained several recognitions throughout his career in affordable housing, such as: Certified Credit Compliance Professional (C³P), Certified Leasing Professional (CLP), Spectrum Training Award Recipient (STAR), and a Rural Affordable Housing Executive (RAHE). Mr. Dudley is married to Ellen Dudley of Itta Bena, Mississippi. They have three children, Ross, Chase and Ty. He is a Member Broadmoor Baptist Church.